2011硕士研究生英语二Text1

英文原文：

Ruth Simmons joined Goldman Sachs's board as an outside director in January 2000；a year later she became president of Brown University. For the rest of the decade she apparently managed both roles without attracting much criticism. But by the end of 2009 Ms. Simmons was under fire for having sat on Goldman's compensation committee; how could she have let those enormous bonus payouts pass unremarked? By February the next year Ms. Simmons had left the board The position was just taking up too much time, she said

Outside directors are supposed to serve as helpful, yet less biased, advisers on a firm's board, Having made their wealth and their reputations elsewhere， they presumably have enough independence to disagree with the chief executive's proposals. If the sky, and the share price, is falling, outside directors should be able to give advice based on having weathered their own crises.

The researchers from Ohio University used a database that covered more than 10,000 firms and more than 64, 000 different directors between 1989 and 2004， Then they simply checked which directors stayed from one proxy statement to the next. The most likely reason for departing a board was age, so the researchers concentrated on those "surpne n disappearances by directors under the age of 70 They found that after a surprise departure, the probability that the company will subsequently have to restate earnings increases by nearly 20%. The likelihood of being named in a federal class-action lawsuit also increases, and the stock is likely to perform worse. The effect tended to be larger for larger firms. Although a correlation between them leaving and subsequent bad performance at the firm is suggestive, it does not mean that such directors are always jumping off a sinking ship. Often they"trade up, leaving riskier, smaller firms for larger and more stable firms。

But the researchers believe that outside directors have an easier time of avoiding a blow to their reputations if they leave a firm before bad news breaks， even if a review of history shows they were on the board at the time any wrongdoing occurred. Firms who want to keep their outside directors through tough times may have to create incentives. Otherwise outside directors will follow the example of Ms, Simmons， once again very popular on campus

中文翻译：

Ruth Simmons 在2000年1月加入了高盛董事会，担任外部董事。一年后她成为了布朗大学的校长，在接下来的十年里她两个角色都做得不错，没有引起太多的批评。但是在2009年末Simmons因为高盛薪酬委员会而饱受遭到批评。她怎么可能让这些巨额奖金毫无汇报呢？在下一年的二月，Simmons离开了董事会，她说：这个职位浪费了太多时间。

外部董事被认为是公司董事会中有帮助、但不那么偏袒的顾问，他们在其他地方为自己创造了财富和声誉，他们可能有足够的独立性，不同意首席执行官的提议。如果天崩地裂和股价下跌，外部董事应该能够在自己度过危机的基础上给出建议。

俄亥俄大学的研究人员使用了一个数据库，该数据库涵盖了1989年至2004年间的10000多家公司和64000多名不同的董事，然后他们简单地检查了哪些董事连任了两届。离开董事会最有可能的原因是年龄，因此研究人员将注意力集中在那些70岁以下董事的“意外离职”上，他们发现，在意外离职后，公司随后不得不重述收益的概率增加了近20%。在联邦集体诉讼中被点名的可能性也在增加，该股的表现可能会更糟。对大公司的影响往往更大。尽管他们的离职与公司随后的糟糕表现之间存在着某种关联，但这并不意味着这些董事总是从一艘正在下沉的船上跳下来。通常，他们会“涨价”，离开风险较大、规模较小的公司，选择规模更大、更稳定的公司。

但研究人员认为，如果外部董事在坏消息传出前离开公司，即使历史回顾表明他们在任何不当行为发生时都是董事会成员，他们也更容易避免声誉受到打击。想要让外部董事度过难关的公司可能必须创造激励措施。否则外部董事会效仿西蒙斯女士，再次在校园里大受欢迎